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10 U. P.R. Bus. L.J. 1 (2018-2019)

handle is hein.journals/uprblj10 and id is 1 raw text is: MIXED LEGAL SYSTEMS: VALUE, CA USA, CONSIDERATION AND THE HOLDER IN DUE COURSE ALEJANDRO NIETO VINCENTY* INTRODUCTION ..........................1 I. VALUE AND CONSIDERATION UNDER THE UNIFORM COMMERCIAL CODE..........1 II. HOLDER IN DUE COURSE UNDER THE UNIFORM COMMERCIAL CODE............. 5 III. THE SYSTEMS COME TOGETHER. ..................................... 8 A. CA USA: CIVIL LAw; GENERAL CONTRACT DOCTRINE ............... .................. 9 B. CONSIDERATION: COMMON LAw; GENERAL CONTRACT LAw DOCTRINE....... ........10 C. CAUSA & CONSIDERATION....................................................... 11 D. TRANSLATION OF CONSIDERATION As CA USA.......................................13 CONCLUSION .........................................................14 INTRODUCTION Puerto Rico adopted parts of the Uniform Commercial Code (U.C.C.) by enacting the Ley de Transacciones Comerciales (LTC) or Commercial Transactions Law in 1995.1 Although the articles of the LTC are based on articles of the U.C.C., some of the translations have caused confusion. This is mainly due to the fact that contract concepts in Puerto Rico are based on civil law, not common law doctrines. Among the concepts that have cause this confusion are value and consideration as related to the Holder in Due Course (H.D.C.) concept of Article 3 of the U.C.C. This paper will discuss the controversy that results from the translation of the articles governing the concepts of value and consideration in the LTC. First, it will explain the definitions of value and consideration as stated in Article 3 of the U.C.C. Then, it will analyze the impact that the notion of value has as a requisite for qualification as an H.D.C. Lastly, it will study the similarities and differences between the terms causa in the civil law doctrine and consideration in the common law doctrine. I. VALUE AND CONSIDERATION UNDER THE UNIFORM COMMERCIAL CODE Under general contract law, when there is consideration, there is value and vice versa. That is, both concepts are deemed to be the same under general contract law.2 Confirming this theory, the definition of value in Article 1 of the U.C.C. - * J.D., 2018, University of Puerto Rico School of Law. This article was originally written for a seminar on the Uniform Commercial Code at the University of Puerto Rico School of Law under the supervision of Prof. Antonio Garcia Padilla. 1 Exposici6n de Motivos, Ley de Transacciones Comerciales, Ley Nom. 208 de 17 de agosto de 1995, 1995 (Parte 1) LPR 1012. 2 U.C.C. § 3-303, cmt.1(AM. LAW INST. & UNIF. LAW COMM'N 2017); 1 WILLIAM H LAWRENCE, COMMERCIAL PAPER AND PAYMENT SYSTEMS 6-5 (1990).

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